Matthew Prince - Nov 19, 2021 Form 4 Insider Report for Cloudflare, Inc. (NET)

Signature
/s/ Lindsey Cochran, by power of attorney
Stock symbol
NET
Transactions as of
Nov 19, 2021
Transactions value $
-$11,259,739
Form type
4
Date filed
11/22/2021, 07:40 PM
Previous filing
Nov 19, 2021
Next filing
Dec 14, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NET Class A Common Stock Conversion of derivative security +52.4K 52.4K Nov 19, 2021 See footnote F1, F2
transaction NET Class A Common Stock Sale -$1.83M -8.68K -16.57% $211.36 43.7K Nov 19, 2021 See footnote F2, F3, F4
transaction NET Class A Common Stock Sale -$1.39M -6.53K -14.95% $212.35 37.2K Nov 19, 2021 See footnote F2, F3, F5
transaction NET Class A Common Stock Sale -$672K -3.14K -8.45% $213.72 34K Nov 19, 2021 See footnote F2, F3, F6
transaction NET Class A Common Stock Sale -$914K -4.26K -12.52% $214.41 29.8K Nov 19, 2021 See footnote F2, F3, F7
transaction NET Class A Common Stock Sale -$1.19M -5.51K -18.5% $215.66 24.3K Nov 19, 2021 See footnote F2, F3, F8
transaction NET Class A Common Stock Sale -$3.45M -15.9K -65.68% $216.67 8.33K Nov 19, 2021 See footnote F2, F3, F9
transaction NET Class A Common Stock Sale -$1.59M -7.33K -88.07% $217.42 993 Nov 19, 2021 See footnote F2, F3, F10
transaction NET Class A Common Stock Sale -$85.9K -393 -39.58% $218.58 600 Nov 19, 2021 See footnote F2, F3, F11
transaction NET Class A Common Stock Sale -$132K -600 -100% $219.95 0 Nov 19, 2021 See footnote F2, F3, F12

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NET Class B Common Stock Conversion of derivative security $0 -52.4K -0.29% $0.00 18.3M Nov 19, 2021 Class A Common Stock 52.4K See footnote F1, F2, F13
holding NET Class B Common Stock 491K Nov 19, 2021 Class A Common Stock 491K See footnote F1, F14
holding NET Class B Common Stock 4M Nov 19, 2021 Class A Common Stock 4M See footnote F1, F15
holding NET Class B Common Stock 4M Nov 19, 2021 Class A Common Stock 4M See footnote F1, F16
holding NET Class B Common Stock 6.57M Nov 19, 2021 Class A Common Stock 6.57M See footnote F1, F17
holding NET Class B Common Stock 1.06M Nov 19, 2021 Class A Common Stock 1.06M See footnote F1, F18
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
F2 The shares are held of record by The Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee.
F3 The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 11, 2020.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $210.95 to $211.915, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) through (12) to this Form 4.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $211.96 to $212.93, inclusive.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $213.10 to $214.09, inclusive.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $214.10 to $215.08, inclusive.
F8 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $215.105 to $216.10, inclusive.
F9 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $216.11 to $217.10, inclusive.
F10 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $217.11 to $218.08, inclusive.
F11 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $218.11 to $218.81, inclusive.
F12 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $219.46 to $220.40, inclusive.
F13 Of the reported shares, 1,833,334 vest in 22 months beginning on December 13, 2021.
F14 The shares are held of record by The Matthew Prince 2020 Annuity Trust dated May 20, 2020, for which the reporting person serves as co-trustee and investment advisor.
F15 The shares are held of record by The Matthew Prince 2021 Grantor Retained Annuity Trust #1 UA 5/25/2021, for which the reporting person serves as co-trustee and investment advisor.
F16 The shares are held of record by The Matthew Prince 2021 Grantor Retained Annuity Trust #2 UA 8/13/2021, for which the reporting person serves as co-trustee and investment advisor.
F17 The shares are held of record by The Prince Family Nonexempt Irrevocable Trust dated March 29, 2016, for which the reporting person serves as an investment advisor.
F18 The shares are held of record by The Prince Family Exempt Irrevocable Trust dated March 29, 2016, for which the reporting person serves as an investment advisor.